Buffy the Vampire Slayer

Season 7 Episode 2

Beneath You

Aired Tuesday 8:00 PM Oct 01, 2002 on The WB

Episode Fan Reviews (14)

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out of 10
492 votes
  • Here lies an episode that ultimately works because of how generously it spreads around its solid character work and follows-through from last season.

    Although "Beneath You" is marred by a silly demon-of-the-week and a somewhat slower pace, the character material, especially for Spike, is really first-rate. This is definitely one of those Buffy episodes where the character development and interaction are so appreciated that it rises above its mediocre plot, which I barely noticed or cared about. In the end it's an overall unspectacular but quite decent episode.
  • Tremors


    The Good;

    All the Spike/Buffy stuff and some nice scenes with Xander and a potential love interest (maybe she wasn't demony enough for him?). Also love Dawn threatening Spike

    The Bad;

    More dead potentials, ugh! Stupid looking worm, I expected something more Tremors. Also it attacks Nancy in her house but then just goes away? The mad Spike and Buffy scene at the end goes on too long.

    Best line;

    Spike; "When did your little sister become unbelievably scary?"

    Women good/men bad;

    Anya still tempting the scorned


    Spike punching Anya isn't nice

    Kinky dinky;

    Xander lists unwanted pregnancy as one thing Buffy will have to help the high school pupils with. Spike refers to 'Getting it hard and servicing the girl'.

    Anya exclaims "Oh penis!"

    Captain Subtext;

    The little look Spike and Xander give each other when Nancy wonders if any Scoobies haven't slept with one another. Once again virginal Dawn is threatened by a huge phallic symbol. Anya calls her latest dupe 'Honey'.

    Guantanamo Bay;

    Buffy knows that a bastinado is a hardwood club used to torture prisoners in Turkey. Giles would be proud.

    Apocalypses; 7,

    Scoobies in bondage:

    Buffy: 8

    Giles: 4

    Cordy: 5

    Will: 4

    Jenny: 1

    Angel: 4

    Oz: 1

    Faith: 3

    Joyce: 1

    Wes: 1

    Xander; 2

    Dawn; 4

    Scoobies knocked out:

    Buffy: 19

    Giles: 12

    Cordy: 6

    Xander: 14

    Will: 8

    Jenny: 2

    Angel: 6

    Oz: 3

    Faith: 1

    Joyce: 3

    Wes: 1


    Dawn; 4

    Tara; 1


    Buffy: 108 vamps, 58 demons, 6 monsters, 3 humans, 1 werewolf, 1 spirit warrior & a robot

    Giles: 8 vamps, 2 demon, 1 human, 1 god.

    Cordy: 3 vamps, a demon

    Will: 6 vamps + 3 demons +1 fawn+1 human.

    Angel: 3 vamps, 1 demon, 1 human

    Oz: 3 vamps, 1 zombie

    Faith: 16 vamps, 5 demons, 3 humans

    Xander: 6 vamps, 2 zombies, 1 a demon,

    Anya: 1 vamp and 1 a demon

    Riley; 18 vamps + 7 demons

    Spike; 8 vamps and 6 demons

    Buffybot; 2 vamps

    Tara; 1 demon

    Dawn; 1 vamp + 1 demon

    Scoobies go evil:

    Giles: 1

    Cordy: 1

    Will: 3

    Jenny: 1

    Angel: 1

    Oz: 1

    Joyce: 1

    Xander: 4

    Anya; 1

    Dawn; 1

    Buffy; 1

    Alternate scoobies:

    Buffy: 8

    Giles: 4

    Cordy: 1

    Will: 5

    Jenny: 2

    Angel: 3

    Oz: 2

    Joyce: 2

    Xander: 4

    Tara; 1


    Spike; 1

    Anya; 2

    Recurring characters killed: 12

    Jesse, Flutie, Jenny, Kendra, Larry, Snyder, Professor Walsh, Forrest, McNamara, Joyce, Katrina, Tara

    Sunnydale deaths;


    Total number of scoobies: the Dawnster is finally part of the Scoobies, about time too. Great line when Dawn says assemble the gang and Xander points out that the 3 of them ARE the gang.

    Xander, Buffy, Dawn

    Xander demon magnet: 5(6?)

    Preying Mantis Lady, Inca Mummy Girl, Drusilla, VampWillow, Anya (arguably Buffy & Faith with their demon essences?), Dracula?

    Scoobies shot:

    Giles: 2

    Angel: 3

    Oz: 4

    Riley; 1

    Buffy; 1

    Tara; 1

    Notches on Scooby bedpost:

    Giles: 2; Joyce & Olivia, possibly Jenny and 3xDraccy babes?

    Cordy: 1?

    Buffy: 4 confirmed; Angel, Parker, Riley, Spike. 1 possible, Dracula(?)

    Angel: 1;Buffy

    Joyce: 1;Giles, 2 possible, Ted and Dracula(?)

    Oz: 3; Groupie, Willow & Verucca

    Faith:2 ;Xander, Riley

    Xander: 2; Faith, Anya

    Willow: 2;Oz and Tara

    Riley; 3; Buffy, Sandy and unnamed vampwhore

    Spike; 2 Buffy and Anya

    Anya; 2 Spike and Xander

    Dawn in peril; 11

    Dawn the bashful virgin; 9

    Questions and observations;

    Lovely moment with Xander and Buffy in the car when he tells her the SDH kids are lucky to have her. The worm rather reminds me of an old horror film call 'Blood Beach'. Spike has his old hair back, he gradually resembles himself more and more over the season. Love Buffy's Daisy Duke line "Where I go to get my scorn on!" Always thought Nancy was the same girl who was a White-hat in The Wish but she wasn't. Nice pun on 'Beneath You', remember 'Fool for Love'. Spike assumes the same Christ-like pose he showed us in Restless.

    Marks out of 10; 7/10

  • This Is My Boyfriend, The Worm Monster!


    Beneath You-Buffy wakes from a bad dream with the warning, "From beneath you, it devours." Xander meets a young woman, Nancy, who's dog was eaten by a large creature that burrowed up out of the ground. Spike offers his assistance in dealing with the monster, but Buffy and the gang are still a little uneasy about having him around. In tracking down the monster, the Scoobies soon discover that an estranged friend has returned to her old ways. Meanwhile, Willow has mixed emotions as she prepares to leave England and return to Sunnydale.

    Another standard episode with a pretty disposable plot. Sure, the episode begins with another tense chase sequence with another girl and the hooded men as well as Buffy having a mysterious dream about what's to come. But once you see the crappy CGI of a monster moving underground through Sunnydale, the episode kinda loses any form of intrigue. Every moment with the Worm monster is laughable but the story does have it;s moments, like Niancy. She seemed pretty cool and down to Earth, the awkward flirting between her and Xander was fun as well as when Anya is revealed to be responsible for the worm monster. The confrontation at the Bronze was hilarious , especially when Nancy learn how many hook ups happened between Anya, Spike, Xander and Buffy. Gotta love the moment where she asks who hasn't sleep with each other then Xander and Spike looking at each other with disgust. I also love the moment where Anya realizes Spike has a soul and all hell breaks loose. Speaking of Spike, James Masters was riveting here, especially during the last few moments of the episode. Fromaccidentallystabbing Nancy's boyfriend when the spells reversed to that chilling visual of him burning himself on the cross, by far one of his best performances. Sarah Michelle Gellar was also stellar when Buffy finds out the truth and is overwhelmed. I really liked the scenes between Buffy and Spike this episode, from hisabruptreturn at Buffy's home to Buffy having flashes of him raping her when they are investigating.

    We also get more foreshadowing of what's to come this season when Willow gets a vision of the Hellmouth opening as well as Willow coming to terms with what awaits her when she's about to return home to Sunnydale. Overall, a okay(ish) episode but some superb acting work from James Masters though.

  • Beneath You

    Beneath You was a good episode of Buffy the Vampire Slayer. I enjoyed watching this episode because it had an interesting story, good acting, and some good laughs. It was interesting to see Anya back in action and that she could see the change in Spike. This episode was also touching in some ways. Buffy realizes what Spike did for her, as he lays himself out before her and God. This episode was a fun little side track from the main story line, but it had important and subtle hints that may come into play in the future. I can't wait to see what will happen next!!!!!
  • "Anya has a way of making things happen" - Xander

    Run, potential Slayer, run! Another international young woman is killed by evil monks; we still don't know what it means, least of all the catchphrase "from beneath you it devours". What it doesn't mean is the big snakey monster knocking up lawns and roads in a CGI style-y, that's just to put us off the scent.

    So, Buffy starts her new job at the school with the still ambiguous headteacher Robin Wood. She spends her first day not helping vulnerable teens, but hunting Spike, who was last seen going randomnly mad in the basement. He isn't there though, instead he turns up in the house with a new jumper and some attitude: "I didn't come here to atone", he tells the Slayer. He is there to help the gang and the date-less Xander's new friend, dog-bereft Nancy, who is being chased by the red herring Sluggoth demon.

    Spike's new demeanour doesn't last too long however, when the gang track down the demon's originator, Anya, she sees his soul through the window of his eyes and he beats her down, getting a few taunts in to Buffy as they have their first fight of the season. He's already said he's not going to say sorry, now he actually reminds her of the horrible scene in the bathroom: "First contact since you know what". It stinks of bravado though; he claims "I haven't changed, not a bit" and "Big bad's back and looking for a little death", but after he's accidentally staked a human (the sluggoth demon made flesh), he reverts to his crazy ways, going off on a stream of unconsciousness, saying his soul is a "Bit worse for lack of use", mumbling about Buffy wanting him to have a soul whilst claiming that he regained it "...to be hers. To be the kind of man who would never....to be a kind of man". He understands his predicament. "No more mind games? No more mind!" Whereas in the previous couple of seasons, he's been a grey area, seesawing between good and evil, here we see him teetering on the brink of sanity and insanity, his new clothes and demeanour a "costume", we see the dichotomy when he, slewed in self flagellatory wounds, lays himself Christ like (foreshadowing his end of season sacrifice) on the cross, but still he is slightly smouldering. A vampire Jesus.

    The Christian theme of forgiveness is prevalent amongst the other characters. Willow, like Spike, doesn't believe that she is capable of being forgiven. She is too wprried about the narrow line between being Willow and the "veiny homicidal" creature she was at the end of S6. Anya, on the other hand can't forgive Xander for his betrayal and tries to blame him for her demon ways. She too is between worlds; she can't be a hating vengeful demon, but she can't be a human either; however she she makes a kind of choice when she returns Ronnie from worm to human form, even though she knows it will cost her dear with D'Hoffryn and her demon world. Buffy telling Spike that she hoped he was a "mirage" and Spike talking of the school ghosts haunting and taunting him hints at the First Evil yet to be revealed as S7's big bad, but this episode basically sets up Selfless which examines Anya's return to the demon fold. And yet, as soon as Anya undoes her spell, Nancy quits her temporary stay with the gang; loveless Xander is not meant to be with someone from the normal world. Despite his ordinariness, he belongs with the demons and vamps and Slayers, even if he and Spike have yet to share a crypt.
  • What was that special effect?

    Opening season was only perfect, but this second season was only average and well for me to say that, it is really hard since I truly love Buffy.

    What annoyed me the most was the special effect about that big worm.

    I dont know if it is because it is kinda old or what, but the special effect on this episode was really lame.

    The better part was when Buffy was fighting.

    This episode only got me 80, for the "romance" part between Buffy and Spike, although I am not a huge fan of them together, it was kinda cute and emotional.

    A bit of suspence too, but only that.
  • Another good one.

    The second episode brings more revealing things to the show. Just when you think "Buffy" is going to begin doing the same stuff, the writers surprise you more. Spike's redemption continues making him a lunatic, Buffy seems to care about him a lot (I guess she wasn't humping him only for fun last season). Willow didn't have much to do in this episode, but I don't mind. She has a lot of stuff to think about. The plot of the episode was an average plot, and although this was a good episode, it just wasn't the great old "Buffy." However, the good old characters are still here, the Apocalypse is coming near, the jokes are OK, so this makes this an OK episode.
  • We will return your soul.

    In this episode Spike's not so dirty little secret comes to life, first with Anya who can see the change in him instantly thanks to her demon-ness and then Buffy. It is very clear in this episode that not only is The First seriously messing with especially seeing as he is staying in the high school of the basement where all the evil mojo is a'brewing but there is much more to it. His soul, his past is seriously getting to him. The final scene with Buffy and Spike is so intense and emotional I always get kind of teary eyed when I watch it.

    Spike: Put the spark in me and now all it does is burn.
  • Pretty good

    Another episode, another girl dying horribly in the pre-titles sequence. Season Seven continues with a brilliant scene in England between Anthony Head and Alyson Hannigan, and Anya having turned a woman’s ex - husband into a giant demon worm. While not as good as Lessons, Beneath Me is reasonably enjoyable. The main highlights are the England scene, the Spike-Anya-Buffy bust up, and Spike accidentally stabbing the ex-husband, then breaking down to madness with regret. The final scene in a chapel between Spike and Buffy is pretty intense too – with Spike proving more dangerous and madder then first thought, and with good flashes back to the attempted rape by Spike in the previous season’s Seeing Red.
  • spike is crazy

    i hate spike but this episode was good! the worm was cool and it ate a dog lol!
    spike was also funny at the end when he wanted to take off his pants! this is the only episode i ever liked spike and that is so weird. the episode was definitely a good one and the end was emotional as spike put himself on a cross. nice job again! to bad this season ends up badly.
  • Underneath It All

    I actually enjoyed this episode, despite its harsh reception from a large majority of Buffy fans. "Beneath You" is a very basic episode with the Scoobies tackling a demon-of-the-week whilst some interesting character development goes on in the background. And the apocalyptic sounding quote "From beneath you... it devours" makes its first, great, appearance.

    The episode has a young woman called Nancy who comes to the Scoobs for help when her dog is eaten by an enormous worm. Whilst Xander flirts with her, Buffy discovers that the worm is in fact Nancy's abusive ex, turned into a demon by a vengeance spell cast by Anya.

    Emma Caulfield is superb in this episode. Her scenes as she senses that Spike now has a soul are brilliantly acted and she has some really funny dialogue throughout. She also has a cool new hair cut, which isn't surprising. She seems to get through around 20 different hairstyles per season!

    There are some good special effects in this episode and the Sluggoth Demon, plus the effects used as it tunnels up through the ground, is one of the best-looking, if slightly gross, monsters on the show.

    The final scene, in which Spike reveals he has a soul to Buffy, drags on a little and it only starts the overdose of Spike during the final season. There is a stunning closing image, though, where Spike puts his arms around a holy cross and he slowly begins to burn.

    Beneath You isn't Buffy at his best but it's a fun little hour of enjoyment with some hilarious double entendres. Plus, another cool opening. This week, we see a punk goth chick getting stabbed to death by the robed men in Germany alongside some cool Alias-style dance music.

    Director: Nick Marck
    Writer: Douglas Petrie
    Rating: B
  • This episode is excellent. it has some hilarious lines. great dialog and also a dark side. the worm demon was great. the end scene. I'm not a big fan of Spike but this is his best episode. James does an excellent job. everything is superb.

    Beneath You

    This episode is fantastic and heart braking through the entire episode. it worked. it made Spike so much better and 'real' also for Anya. This episode only brought the best in everyone. Humour and sadness. Darkness, And the cool worm demon. the last scene is without a doubt a classic one and the best Spike scene, even if I don't really like him so much. This episode is a classic and one of the best season 7 episodes.

    cut to a girl like on Lessons running from some monsters but she gets caught and take in a place and killed and says 'from beneath you, it devours' cut to Buffy waking up an Dawn is next to her and she had the dream and says more girls are gonna die and she and Dawn look outside. then cut to something coming out of the earth and moving underground.

    the credits start

    Cut to insane Spike in the basement talking to a rat and then he feels the moving thing and screams. cut to the car of Xander with Dawn and Buffy and Dawn is exiting of Buffy coming to work in the school but she doesn't want Buffy to talk to her friends. Xander is worried on Anya. cut to Wood with Buffy and she is starting on her job and he says she's gonna be fine and he gave the job because the students need someone who understand of. Buffy is gonna look through the school and goes in the basement but she doesn't find Spike.

    cut to Giles and Willow in England. it's time for her to go back but she doesn't feel ready yet and she's afraid of screwing up again. Willow is fraid of her friends not accepting her. he says that her friends need her and then they leave for the taxi. cut to a girl with her dog and it's suddenly eating it and she runs and bumps into Xander. cut to Buffy's house and she tells them what happened and they are gonna help her. they need help and Spike suddenly arrives. but they don't want him there and he says that Buffy saw him and Dawn gets upset because Buffy didn't tell because she didn't want to. Buffy goes to Spike to a place and he wants to help her because he knows there is something. and she says that something is coming and then she is making teams and Xander is going with Nancy and Dawn stays home. Dawn tells Spike to wait and she says that he sleeps and if he touches her sister he will wake up on fire.

    cut to Buffy and Spike outside and they find a hole in the ground. she is still mad for him trying to rape her and Spike says he's changed and she believes him but doesn’t know into what and he says he won't tell her because they're not close anymore. cut to Xander and Nancy home and they begin to flirt but then something attacks them from behind and comes out of the ground and it's a giant worm and she's usept and talks about her ex and she says that she made a wish and Xander realised what happened. cut to Anya in the bronze talking to a girl who wants to make a wish but then some people arrive. and ask about Nancy and Anya says yes. and Xander tells Nancy is her ex and then they all did it and Nancy asks if anyone did not sleep. and then Anya noticed that Spike has his soul back and he hits her and they begin to fight. and Buffy kicks Spike and he says he didn't change and then Buffy goes away because she has to save Nancy.

    cut to Nancy outside and the worm demon comes after her and she tries to escape but it almost eats her up. Buffy comes to save her and Spike is right behind her. cut to Anya and Xander and she doesn't want to undo it because her demons friends don't like her anymore and she talks about the altar thing and he says that that excuse will stop working. cut back and Buffy saves Nancy and the worm comes out but Spike arrives and puts a huge stake through it while it turns human again and it hurts Spike. Buffy calls the ambulance and Spike begins to go crazy. and Spike says that this is the beginning and it will come and when it comes from beneath you it devours. and then he runs away while Xander and Anya arrive. Nancy is mad and walks away. and Xander tells Anya she did the right thing and it could have been worse but she says it will be. cut to a church and Buffy finds Spike and he's almost naked and he asks if he's flesh to her and that there isn't a spark and he tries to take off his pants but she throws him away. but he says he went to find the spark but didn't find it and he can't do it. he dreamt of killing her and she's afraid. then he says about Angel and that it's in him. the spark and she realised what he did. he says he has the spark and now all it does it burn. she doesn't understand why but he did it for her and that he wanted her to be with him. all he wants now is rest and he lays on a cross that begins to burn him 'Can we rest?'

    Black Out
    Best episode quotes:

    Buffy: Ah!
    Dawn: Buffy! Buffy! Buffy!
    Buffy: I heard screaming.
    Dawn: That was you.
    Buffy: There was a girl.
    Dawn: That would be me.
    Buffy: Uh, no. It was...
    Dawn: Just a dream. It was just a dream, right?
    Buffy: From beneath you, it devours. That's what she said, and then they... There's more like her, Dawn. Out there somewhere. And they're gonna die.

    Dawn: Could you die? 'Cause, seriously, speaking for everybody who are me in the car right now, we're very excited.
    Buffy: Well, I'm glad for all of you then.
    Dawn: I mean, it's just so cool. You're coming to school with me. You'll be, like, there the whole time. You understand you cannot talk to me, look at me, or hang out with any of my friends, right?
    Buffy: Look, I doubt we'll be seeing each other, assuming I even half-understand my fuzzy job description.
    Dawn: It's not fuzzy. You're, what, dealing with troubled kids?
    Xander: At a spanking new Hellmouth High. Please. Outside of drugs and violence and the unwanted pregnancy, and, uh, unleashing of hordes of Armageddon that comes pouring out of the school's foundation every now and then, what trouble could these kids have?
    Buffy: Guess I'll find out.
    Xander: Those kids are damn lucky having a slayer and a friend on campus there for 'em. I hope they appreciate it. I know I did. Days gone by, huh?
    Dawn: I thought you hated Sunnydale.
    Xander: Yes, and no, with an emphasis on the yes. But, at least then I was dating.
    Buffy: You could be dating now.
    Xander: Yeah. Um, I don't know what's not clicking for me right now.
    Buffy: Well, there's that thing with Anya.
    Xander: That leaving her at the altar thing?
    Buffy: Yeah, that one. That's not something you bounce right back from.
    Xander: Sure it is. She bounced back to being a vengeance demon, and I bounced back to being a dateless nerd.
    Dawn: Do you guys talk at all?
    Xander: I've seen her at the Bronze a couple of times. I guess there's a lot of scorned women there, making vengeance wishes on their exes.
    Buffy: I know that's where I go to get my scorn on.
    Dawn: You guys need to really to ease up with the whole dating demons thing.
    Buffy: Uh, hello, I'm sorry. Wasn't that you having the smooch-a-thon with teen vampire last Halloween?
    Dawn: See, this is why I don't want you talking to my friends. Oh.

    Robin: We'll sort of feel our way around. Some students will be sent to you, and others, I'm hoping, will start to come in on their own.
    Buffy: What if they don't? Should I panic?
    Robin: You'll be surprised, Buffy. You're the youngest, and, uh, least stuffy member of this faculty. I think the students are gonna want to come in and talk to you. And when they do, don't evaluate them. Just listen. They need to feel like there's someone around here who actually understands them.
    Buffy: Can I give detention?
    Robin: OK by me. A little authority can be a wonderful thing. Just remember that while you are here to help, you're not here to be their friend. Trust me, you open that door, and these students will eat you alive.
    Buffy: You heard about Principal Flutie, right?
    Robin: Hmm?
    Buffy: Forget it.
    Robin: OK then. And, Buffy, relax. There's only three things these kids understand: the boot, the bat, and the bastinada. It's the... it's a... it's a bad joke. It's the bastinada. No one ever knows what that thing is.
    Buffy: Wooden rod to slap the soles of the feet in Turkish prisons, but if made with the correct wood makes an awesome Billy club.
    Robin: I think you're gonna fit in just fine. Is there something else?
    Buffy: Um, yeah. Uh, just one more thing. I was, uh, just curious, you know, uh—not that I'm not grateful or anything. But, uh, I guess I was wondering why I—
    Robin: Have this job?
    Buffy: I still haven't finished college.
    Robin: I know.
    Buffy: Was it my sparkling personality? Or maybe you enjoyed my work at the Doublemeat Palace?
    Robin: I'm a vegetarian. These students need someone around here who understands them, and I need someone who understands these students. Why? Is there something about you that I don't know that maybe I should?
    Buffy: Nothing I can think of.
    Robin: Oh, if you'll excuse me. First catch of the day. I'll be in my office if you need me.
    Buffy: Thanks. I'm just gonna have a look around. Get to know the place. Make sure it's all... school-like.

    Giles: The taxi's here.
    Willow: I know.
    Giles: And in keeping with a quaint old Birtish tradition, you would now be expected to get into it.
    Willow: I don't know if I can. Giles, I'm not done here.
    Giles: That's your fear talking.
    Willow: Yes, and my fear's a big, obnoxious blabbermouth. You're the one that keeps telling me to trust my instincts.
    Giles: True.
    Willow: So, shouldn't we be listening? I don't want to go back home just so I can screw up again. I Why don't I stay? Not forever. Just long enough to, I don't know, make my fear shut up a little, maybe?
    Giles: It's possible, but... Try to be very specific. What exactly are you afraid of?
    Willow: Well, for starters, how 'bout the hellmouth's getting all rumbly again. And now I know it's got teeth. And are those literal teeth, 'cause I don't know if I can handle it. And what if I can handle it? Does that mean I have to be a bigger, badder badass than the source of all badness? And what if I give up all this control stuff and I go all veiny and homicidal again? And what if—
    Giles: They won't take you back?
    Willow: Uh-huh.
    Giles: Willow, we could spend another two years here training and practicing and learning to hone your powers and still there'd be no way of knowing for sure that the friends you left behind you are still your friends.
    Willow: Well, sure. I mean, if you put it that way, duh.
    Giles: I'd love to offer you some guarantee that you'd be welcomed back to Sunnydale with open arms, but I can't. You may not be wanted, but you will be needed.
    Willow: That all you got?
    Giles: For the moment, yes.
    Willow: OK. I guess I'd better...
    Giles: Trust yourself, and the others might follow.

    Nancy: And whatever it was, it was big and strong. Stronger than.... I mean, I don't know how it's possible. You hear thing in this town, living here in Sunnydale, but nobody actually believes them. You know, you'd have to be crazy, and... You guys think that I'm crazy, don't you?
    Xander: I don't.
    Buffy: We've seen things, too, Nancy.
    Xander: And we're going to take care of this. It's your lucky night... considering, you know, your dog just got all ate up and stuff... Hey, can I freshen up your tea?
    Nancy: No, that's OK. Thanks.
    Dawn: So, you say this thing just came up out of the ground without any warnings or signs or anything?
    Nancy: Just this kind of rumbling, you know, like just before an earthquake.
    Buffy: From beneath you, it devours.
    Nancy: What?
    Buffy: Nothing.
    Dawn: Nothing good.
    Xander: Sounding monster-ific, all right.
    Dawn: Should we round up the gang?
    Xander: Good thinking, except... this is the gang.
    Buffy: Look, Nancy, we're going to get into this. And I promise you, if your dog is alive, we're going to find him. The only thing that I need is a little—
    Spike: What you need is help. Fortunately, you've got me. Buffy.
    Buffy: Spike.
    Nancy: Who is that?
    Dawn: He's... it's Buffy's...
    Xander: Ex.
    Nancy: And I'm thinking it's a little more complicated than just that.
    Xander: Always is.
    Buffy: You've changed.
    Spike: I have.
    Buffy: New clothing. Better hair. Not so much with the crazy. I like it. Now what do you want?
    Spike: Easy. If you think I like putting myself here, surrounded by people who don't particularly like me, you'd be wrong.
    Xander: If you're uncomfortable, we can make you leave.
    Spike: I'll be quick. We need to talk. Want to do that here, or privately?
    Xander: I'm thinking here, in the company of good friends and pointy weapons.
    Buffy: You said something about quick?
    Spike: I did. Before I start, and for the record, the last you saw me, I was a mess—out of my head, admitted. Last week, living in the school basement, well, you saw me.
    Dawn: You did?
    Buffy: Guys, just a second, OK. Yes, I saw Spike. I just didn't—
    Dawn: What? You just forgot to mention it?
    Buffy: Things were insane in the basement. I saved your life. We can discuss this later.
    Dawn: Sure.
    Xander: Whatever you want.
    Dawn: Right. 'Cause that seems to be the only time you let us in, Buffy. Whenever you want.
    Spike: Now, in fairness to Buffy—
    Xander: Shut up, Spike!
    Buffy: OK, guys. Give us a second. Do not start by saying you're sorry.
    Spike: I didn't come here to atone.
    Buffy: Then what the hell do you want?
    Spike: I'm here to help you.
    Buffy: Help me what?
    Spike: I was hoping you'd tell me. You're the slayer. Connected to the visions. Long line of worthies, right? I'm just a guy with his ear to the ground, and even I can feel it. Something's coming. I don't know what exactly, but something's brewing. And it's so big, ugly and damned it makes you and me look like little bitty puzzle pieces. I mean, if I'm wrong, say so. Lovely. No hard feelings. I'll go out that door and you can lock it behind me with any spell you like. So, am I wrong?
    Buffy: Everything about you is wrong, Spike. But something is coming.
    Spike: You're gonna need some help.
    Buffy: Since when did you become the champion of the people?
    Spike: I didn't. I'm just a guy who can lend a hand, if you'll let me. Ball's in your court, slayer.
    Buffy: OK, we're gonna split. Two pairs. Whatever this creature is, it's burrowing through solid ground. That means a strength and power that we don't usually deal with, but we may have to get used to now that the hellmouth is getting all perky.
    Nancy: Shouldn't we call the police, or something?
    Xander: And tell them...?
    Nancy: I'll stop interrupting.
    Buffy: Xander, take Nancy home. Drive, don't walk, and try not to stop 'til you get there.
    Nancy: Is your girlfriend always this... commanding?
    Xander: Who? Buffy? Oh, no, no, no, no, no. See, uh, I mean, she's a girl, and she's a friend, but she's not my girlfriend.
    Dawn: Xander...a little drool.
    Xander: OK, in the biggest way, I am not loving this plan. I am not loving Spike. He tried to rape you.
    Buffy: And he failed. I know I can take him. Xander, take Nancy home. Spike and I will patrol.
    Dawn: I'm command central, so everybody check in with me. OK, I'll be here doing my homework, but the other one sounded cooler.
    Buffy: Be safe. Let's go.
    Spike: Righty-o, then.
    Dawn: Spike. You sleep, right? You. Vampires. You sleep.
    Spike: Yeah. What's your point, niblet?
    Dawn: 8Well, I can't take you in a fight or anything, even with a chip in your head. But you do sleep. If you hurt my sister at all... touch her... you're gonna wake up on fire.

    Buffy: Look, this... us working together—it's not a way for us to get back together, if that's what you want.
    Spike: It's not. Look, I can't blame you for being all skittish.
    Buffy: Skittish? That's not a word I would use for it. You tried to rape me. I don't have the words.
    Spike: Neither do I. I can't say sorry. Can't use forgive me. All I can say is: Buffy, I've changed.
    Buffy: I believe you.
    Spike: Well, that's something.
    Buffy: I just don't know what you've changed into. You come back to town. You make with the big surprises. Twice. I don't know what your game is, Spike, but I know there's something you're not telling me.
    Spike: You're right. There is. But we're not best friends anymore, so too bad for me. I'm not sharing. We've been through things. The end of the world and back. I can be useful 'cause, honestly, I've got nothing better to do. Make use of me if you want.

    Anya: You were saying...
    Girl: Um, I want more quesadillas.
    Anya: Before that.
    Girl: A margarita.
    Anya: After that.
    Girl: Oh, yeah. God, my boyfriend's spineless, and he should just—you know, he should just be spineless for real.
    Anya: No spine. Got it. I can do that.
    Girl: What do you mean?
    Anya: See, honey, what I'm driving us towards here is sometimes, don't you just wish that— Oh, penis!
    Xander: Is this the one you talked to?
    Anya: I tell you what—why don't we put a pin in it? Why don't you get yourself a drink, and we'll pick it up in a few, OK? You guys, I am working here.
    Buffy: We noticed.
    Spike: That's why we're here.
    Xander: Riiiight. Did you turn this nice lady's ex into a giant worm-monster?
    Anya: Yes.
    Nancy: No way. Are you saying that thing was Ronnie?
    Anya: You wish it, I dish it. I thought we were clear on this. I didn't think you were going to go all narc on me.
    Buffy: You wished your ex was a worm?
    Nancy: Well, we were just talking.
    Xander: Anya has a way of making things happen.
    Anya: I had a quota; the guy had it coming. What's the big?
    Nancy: I think I'm gonna be sick.
    Buffy: Anya, that thing you created burst through solid pavement and ate her dog.
    Anya: Ooh, puppy!
    Xander: Wait, that gets your sad noise? People's lives are in danger, and you give it up for the Yorkie?
    Anya: You never understood me, Xander.
    Nancy: Xander, who is this woman?
    Xander: Anya, she's, um, Anya. My ex.
    Nancy: Oh.
    Anya: Hey, nobody's bragging here.
    Spike: Ah, ah, ah...
    Anya: Hey, hands off the merchandise. Spike, you don't get to go there again.
    Spike: Please. I've already forgotten about our little time together.
    Nancy: I thought you were Xander's ex-girlfriend.
    Anya: I am.
    Nancy: But you and Spike...
    Anya: Had a thing.
    Spike: Didn't last.
    Nancy: But weren't you Buffy—
    Spike: Briefly.
    Buffy: Never serious.
    Nancy: Is there anyone here that hasn't slept together?
    Anya: Look, at least we're all bipeds, which is more than I can say for Ronnie, the worm boy.
    Buffy: OK, guys, can we focus here for just a second? Anya, this is Ronnie. OK? He wasn't a worm. Worms are like this big. This thing was like —
    Spike: Sluggoth demon. Am I right?
    Anya: Maybe.
    Nancy: Wait, I didn't wish for that. I mean, I don't even know what this whatchamacallit demon thing is.
    Spike: Sluggoth demon. It's a very large, very nasty, natural predator who died around the crusades.
    Anya: Same phylum. It's not cheating, I just embellished.
    Xander: Well, you can un-embellish now.
    Anya: Bite me, Harris. I have rules to work with. Vengeance demon codes of conduct. But you'll never understand 'cause you're all still so... human.
    Spike: I'm not. Demon, just like yourself, Anya. Now, you're gonna turn the spell around like a good little vengeance demon or I—- what?
    Anya: Oh, my God!
    Spike: What are you staring at?
    Anya: Oh, my God!
    Spike: Right. Let's go.
    Anya: How did you do it?
    Buffy: Spike, what is she talking about?
    Anya: I can see you.
    Spike: Nothing. Let's go. Got some worm hunting to do.
    Anya: How did you do it?
    Spike: Shut up.
    Anya: You shouldn't be allowed to.
    Spike: Shut your mouth!
    Anya: I mean, how did you get it?
    Spike: I said you shut up!
    Anya: I am so gonna kick your ass.
    Spike: Right, bitch. Round and round we—
    Buffy: You haven't changed, Spike.
    Spike: Working out some personal issues, are we? Hey, I guess this would be first contact since, uh, you know when. Ooh, up for another round up on the balcony, then? Right you are, luv. I haven't changed. Not a lick. And watching your face trying to figure me out was absolutely delicious.

    Anya: What do you want me to do?
    Xander: Reverse the spell.
    Anya: It's not that easy, Xander.
    Xander: You can do it.
    Anya: Yeah, sure, the spell part. What about me? I'm in enough trouble as it is. Halfrek's all over my case. D'Hoffrin is not pleased with my work. You don't want to see him angry. Trust me.
    Xander: Nice friends you got.
    Anya: Nice friends I had. Chums. Coworkers. Bridesmaids. Oh, I had the whole package until something fell apart. What could that be, Xander?
    Xander: You saying this was my fault?
    Anya: All I'm saying is none of this happened until you dumped me at the altar.
    Xander: And sooner or later, Anya, that excuse just stops working.

    Spike: I'm sorry.
    Spike: Right. Wrong. All wrong. Wrong maneuver. Not hardly helpful.
    Spike: God, please help me. Help me!
    Buffy: You're not the one who needs help. He's going into shock.
    Spike: No. No. Too much. Too much. Too much. Too much. Too much. Too much. Too much. ...inside me all the way.
    Buffy: Yeah, I need an ambulance. Someone's been stabbed. Oh, God, uh, corner of Third and Fairview. OK, help is coming. Try not to move.
    Spike: Deep, deep, deep inside me.
    Buffy: Look, Spike, whatever you're doing—
    Spike: Get away. Get. Uhh—
    Buffy: Do it somewhere else. I am through with this.
    Spike: Oh, oh, lucky girl. Call it quits. Now, there's an option. If only it were so easy. If only— If only— If only—What the hell are you screaming about? I can hear you. No need to SHOUT! I get it. The joke's on me. Lots of laughs. Yeah. Hey, bring the wife and kiddies. Come see the show 'cause it's going to be a circus. This... just the beginning, luv. A warm-up act. The real headliner's coming, and when that band hits the stage, all of this... all this... will come tumbling in death and screaming, horror and bloodshed. From beneath you, it devours. From beneath... Poor Rocky.
    Xander: Buffy!
    Nancy: You. You did this. What are you?
    Xander: She's not calling me.
    Buffy: OK. Help is on the way. Look after him.
    Xander: Where you goin'? You did the right thing here.
    Anya: Tell him that.
    Xander: You reversed the spell. It took guts. I know this is bad, but it could be worse.
    Anya: Oh, it will be.

    Spike: Hello.
    Buffy: What the hell are you—?
    Spike: It didn't work. Costume. Didn't help. Couldn't hide.
    Buffy: No more mind games, Spike.
    Spike: No more mind games. No more mind.
    Buffy: Tell me what happened to you.
    Spike: Hey, hey, hey! No touching. Am I flesh? Am I flesh to you? Feed on flesh. My flesh. Nothing else. Not a spark. Oh, fine. Flesh then. Solid through. Get it hard; service the girl.
    Buffy: Stop it!
    Spike: Right. Girl doesn't want to be serviced. Because there's no spark. Ain't we in a soddin' engine?
    Buffy: Spike, have you completely lost your mind?
    Spike: Well, yes. Where've you been all night?
    Buffy: You thought you would just come back here and... be with me?
    Spike: First time for everything.
    Buffy: This is all you get. I'm listening. Tell me what happened.
    Spike: I tried to find it, of course.
    Buffy: Find what?
    Spike: The spark. The missing... the piece that fit. That would make me fit. Because you didn't want... God, I can't... Not with you looking. I dreamed of killing you. I think they were dreams. So weak. Did you make me weak, thinking of you, holding myself, and spilling useless buckets of salt over your... ending? Angel—he should've warned me. He makes a good show of forgetting, but it's here, in me, all the time. The spark. I wanted to give you what you deserve, and I got it. They put the spark in me and now all it does is burn.
    Buffy: Your soul.
    Spike: Bit worse for lack of use.
    Buffy: You got your soul back. How?
    Spike: It's what you wanted, right? It's what you wanted, right? And—and now everybody's in here, talking. Everything I did...everyone I— and him... and it... the other, the thing beneath—beneath you. It's here too. Everybody. They all just tell me go... go... to hell.
    Buffy: Why? Why would you do that—
    Spike: Buffy, shame on you. Why does a man do what he mustn't? For her. To be hers. To be the kind of man who would nev— to be a kind of man. She shall look on him with forgiveness, and everybody will forgive and love. He will be loved. So everything's OK, right? Can—can we rest now? Buffy...can we rest?

    Story: 10
    Acting: 10
    Writing: 10
    Picture: 10
    Gripping: 10
    My Rank: 10
    Total: 10
  • This is one of the greats of this season!

    i love the church scene where spike is asking for buffys forgiveness. this is one of my many favorite episodes. I loved the way there were two different conflicts going on. the conflict between spike and his inner "demons" ad the conflit between nancy and the sluggoth demon formerly known as ronnie. my three favorite scenes are when anya figures out spike has a soul and the next part i like is when spike and buffy are fighting the giant worm before ronnie turn back into a human and i like after also when spike is yelling at no one we can see. and the last part i like is when spike and buffy are in the church and buffy finds out spike got a soul, for her. althoug i dont really think it should have ended with spike saying "can we rest now buffy? canwe rest?" i think something else should have happened besides buffy crying. above all this was a great episode.
  • This has to be one of my favorite episodes in all seven Buffy seasons...I'm not sure why, but it just is.

    I will begin my review by saying that I own the season seven DVD's and will admit that this is probably the one I have watched the most (besides Lies My Parents Told Me). I love this episode mainly for the Buffy/Spike stuff but also because it made me laugh, cry, and scream. You gotta love it when a show causes so many emotions at once. I will review the episode by breaking it up into separate storylines.

    *Willow and Giles~ I love watching these two together. It wasn't the most exciting part of the episode but I do think that Willow and Giles (Allyson Hannigan and Anthony Stewart Head) have great chemistry on screen and they are always a pleasure to watch. Plus, I really wanted Willow to come home!

    *Nancy, Xander, & Anya~ Aww, PUPPY! I was so sad when the big worm monster ate the dog. I definately think it was the worst moment of the episode. Anyway, I liked this storyline, just not the Xander/Nancy scenes. They had NO chemistry and just acted so funny around each other. It wasn't even sexual tension funny, it was just weird. I thought the whole idea of Anya conjuring up demons again was very good and I loved seeing Anya's true face in this episode when she was fighting with Spike. Wonderful.

    *Buffy & Spike~ This was efinately my favorite part of the episode. While everyone else around Spike acted as if he was evil and ready to pounce, Buffy trusted him enough to go out on a mission alone with him. You could still sense the tension between them and the love/lust they once had for each other was still there, not completely, but it was still there. I also loved when Spike vamped out in the Bronze and him and Buffy were fighting. They both had so much built up anger and Spike was still somewhat crazy from his whole "soul-getting" ordeal. It was actually kind of scary to watch him flip out and go all mental when he stabbed Nancy's ex-boyfriend in the end and to see Buffy's reaction was also really interesting. She looked concerned as well as confused and I loved how she followed him to the church. I thought the church scene was beautifully shot and I give props to both Sarah Michelle Gellar and James Marsters for their performances in this scene. Buffy's face at the end when Spike draped himself over the cross was priceless. In her eyes, you could see that she knew how much Spike had sacrificed to please her and it was killing her inside.

    It was a wonderful episode and definately one of my favorites so I'll give it a 9.6/10


    *In the scene in the Bronze, where the main characters reveal all their past relationships with each other, when Nancy asks them "Is there anyone here who hasn't slept together?" I tought that it was hilarious when Spike and Xander look at each other and then step back a little. Their faces were priceless!

    *I think that the blue shirt Spike was wearing was the brightest attire I have ever seen him in. I kind of liked it.

    *That poor puppy!